Mu opioid receptor modulators

A compound having the formula:

• wherein:
• Ring B is independently substituted or unsubstituted cycloalkyl, substituted or unsubstituted heterocycloalkyl, substituted or unsubstituted aryl, or substituted or unsubstituted heteroaryl;
• Ring C is substituted or unsubstituted cycloalkylene, substituted or unsubstituted heterocycloalkylene, substituted or unsubstituted arylene, or substituted or unsubstituted heteroarylene;
• L2 is substituted or unsubstituted (C2-C5) alkylene, or substituted or unsubstituted 2 to 5 membered heteroalkylene;
• R1 and R2 are independently hydrogen, halogen, —CF3, —CN, —N3, —OH, —NH2, —COOH, —CONH2, —NO2, —SH, —SO3H, —SO4H, —SO2NH2, —NHNH2, —ONH2, —NHC═(O)NHNH2, —NHC═(O)NH2, —NHSO2H, —NHC═(O)H, —NHC(O)OH, —NHOH, —CHF2, —CH2F, —OCF3, —OCHF2, —OCH2F, substituted or unsubstituted alkyl, substituted or unsubstituted heteroalkyl, substituted or unsubstituted cycloalkyl, or substituted or unsubstituted heterocycloalkyl, substituted or unsubstituted aryl, or substituted or unsubstituted heteroaryl;
• R3 is independently hydrogen, halogen, —CX3, —CN, —N3, —SOnR10, —SOvNR7R8, —NHNR7R8, —ONR7R8, —NHC═(O)NHNR7R8, —NHC═(O)NR7R8, —N(O)m, —NR7R8, —C(O)R9, —C(O)—OR9, —C(O)NR7R8, —OR10, —NR7SO2R10, —NR7C═(O)R9, —NR7C(O)OR9, —NR7OR9, —CHX2, —CH2X, —OCX3, —OCHX2, —OCH2X, substituted or unsubstituted alkyl, substituted or unsubstituted heteroalkyl, substituted or unsubstituted cycloalkyl, substituted or unsubstituted heterocycloalkyl, substituted or unsubstituted aryl, or substituted or unsubstituted heteroaryl;
• two adjacent R3 substituents may optionally be joined to form a substituted or unsubstituted cycloalkyl, substituted or unsubstituted heterocycloalkyl, substituted or unsubstituted aryl, or substituted or unsubstituted heteroaryl;
• R7, R8, R9, and R10 are independently hydrogen, halogen, —CF3, —CN, —N3, —OH, —NH2, —COOH, —CONH2, —NO2, —SH, —SO3H, —SO4H, —SO2NH2, —NHNH2, —ONH2, —NHC═(O)NHNH2, —NHC═(O)NH2, —NHSO2H, —NHC═(O)H, —NHC(O)OH, —NHOH, —CHF2, —CH2F, —OCF3, —OCHF2, —OCH2F, substituted or unsubstituted alkyl, substituted or unsubstituted heteroalkyl, substituted or unsubstituted cycloalkyl, substituted or unsubstituted heterocycloalkyl, substituted or unsubstituted aryl, or substituted or unsubstituted heteroaryl;
• R7 and R8 substituents bonded to the same nitrogen atom may optionally be joined to form a substituted or unsubstituted heterocycloalkyl or substituted or unsubstituted heteroaryl;
• R1 and R2 may optionally be joined to form a substituted or unsubstituted 3 to 6 membered heterocycloalkyl or substituted or unsubstituted 5 to 6 membered heteroaryl;
• R1 and R3 may optionally be joined to form a substituted or unsubstituted 3 to 6 membered heterocycloalkyl or substituted or unsubstituted 5 to 6 membered heteroaryl;
• R2 and R3 may optionally be joined to form a substituted or unsubstituted 3 to 6 membered heterocycloalkyl or substituted or unsubstituted 5 to 6 membered heteroaryl;
• L3 is —O— or —N(R6)—;
• R5 is hydrogen, —CF3, —CN, —COOH, —CONH2, —CHF2, —CH2F, substituted or unsubstituted (C1-C5) alkyl, or substituted or unsubstituted 2 to 5 membered heteroalkyl;
• R6 is hydrogen, —CF3, —CN, —COOH, —CONH2, —CHF2, —CH2F, substituted or unsubstituted (C1-C5) alkyl, or substituted or unsubstituted 2 to 5 membered heteroalkyl;
• z3 is an integer from to 1 to 10;
• m and v are independently 1 or 2;
• n is independently an integer from 0 to 4;
• and
• X is independently —Cl, —Br, —I, or —F.